Xxxxxx and Richer Representations Sample Clauses

Xxxxxx and Richer Representations. In connection with the issuance of the Xxxxxx Stock and the Richer Stock pursuant to Section 2.5, each Holder hereby represents and warrants: (a) the Holder is an accredited investor within the meaning of Rule 501 of Regulation D promulgated under the 1933 Act, is knowledgeable, sophisticated and experienced in making, and is qualified to make, decisions with respect to investments in shares representing an investment decision like that involved in the purchase of the Xxxxxx Stock and the Richer Stock; (b) the Holder (i) is acquiring the Xxxxxx Stock or the Richer Stock, as the case may be, for its own account for investment only and has no intention of selling or distributing any of such stock or any arrangement or understanding with any other Persons regarding the sale or distribution of such stock except as would not result in a violation of the 1933 Act and; (ii) the Holder will not, directly or indirectly, offer, sell, pledge, transfer or otherwise dispose of (or solicit any offers to buy, purchase or otherwise acquire or take a pledge of) any of the stock except pursuant to and in accordance with the 1933 Act; (c) the Holder has received and reviewed CFWH’s public filings with the SEC and has requested, received, reviewed and considered all other information such Holder deems relevant in making an informed decision to purchase the Xxxxxx Stock or the Richer Stock, as the case may be. Such Holder has had an opportunity to discuss CFWH’s business, management and financial affairs with its management and also had an opportunity to ask questions of officers of CFWH that were answered to such Holder’s satisfaction; 6 (d) the Holder recognizes that an investment in the Xxxxxx Stock or the Richer Stock, as the case may be, involves a high degree of risk, including a risk of total loss of such Holder’s investment. Such Holder is able to bear the economic risk of holding such stock for an indefinite period, and has knowledge and experience in the financial and business matters such that it is capable of evaluating the risks of the investment in the stock; and (e) the Holder has, in connection with such Holder’s decision to purchase the Xxxxxx Stock or the Richer Stock, as the case may be, not relied upon any representations or warranties other than in the representations and warranties of the Company contained in this Agreement and such Holder has, with respect to all matters relating to this Agreement and the offer and sale of the stock, relied solely upon t...
Sample 1
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Xxxxxx and Richer Representations. In connection with the issuance of the Xxxxxx Stock and the Richer Stock pursuant to Section 2.5, each Holder hereby represents and warrants:
Sample 1

Related to Xxxxxx and Richer Representations

  • Other Representations The representations and warranties contained in Section 7.15 of the Basic Pass Through Trust Agreement and Section 7.04 of each Trust Supplement are true, complete and correct as of the Closing Date.

  • Further Representations Each party to this Agreement acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated by this Agreement, with the opportunity to seek advice as to its legal rights from such counsel. Each party further represents that it is being independently advised as to the tax consequences of the transactions contemplated by this Agreement and is not relying on any representation or statements made by the other party as to such tax consequences.

  • Licensor Representations LICENSOR represents and warrants, for the benefit of LICENSEE, that:

  • Your Representations You represent to the Company that you have read and fully understand this Agreement and the Plan and that your decision to participate in the Plan is completely voluntary. You also acknowledge that you are relying solely on your own advisors regarding the tax consequences of the Award. By signing below, you are agreeing that your electronic signature is the legal equivalent of a manual signature on this Agreement and you are agreeing to all of the terms of this Agreement, as of the Grant Date. Participant signature:

  • Purchaser Representations In connection with the issuance and acquisition of Shares under this Agreement, the Purchaser hereby represents and warrants to the Company as follows:

  • Buyer Representations Buyer represents and warrants to Seller as follows:

  • The Adviser’s Representations The Adviser represents, warrants and agrees that:

  • Inspections; No Other Representations The Purchasers are informed and sophisticated purchasers, and have undertaken such investigation and have been provided with and have evaluated such documents and information as they deem necessary to enable them to make an informed decision with respect to the execution, delivery and performance of this Agreement. Each Purchaser will undertake prior to the Closing such further investigation and request such additional documents and information as it deems necessary. Each Purchaser agrees to accept the Preferred Shares based upon its own inspection, examination and determination with respect thereto as to all matters, and without reliance upon any express or implied representations or warranties of any nature made by or on behalf or imputed to the Company, except as expressly set forth in this Agreement. Without limiting the generality of the foregoing, each Purchaser acknowledges that the Company makes no representation or warranty with respect to any projections, estimates or budgets delivered to or made available to Purchasers of future revenues, future results of operations (or any component thereof), future cash flows or future financial condition (or any component thereof) of the Company and its Subsidiaries or the future business and operations of the Company and the Subsidiaries except as expressly set forth in this Agreement.

  • Other Representations and Warranties CMSI represents and warrants to the Underwriter that:

  • Further Representations and Warranties EMPLOYEE acknowledges that this is an employment position and represents that he will perform his duties and functions herein in a timely, competent and professional manner. EMPLOYEE represents and warrants that he will be fair in his dealing with COMPANY and will not knowingly do anything against the interests of COMPANY.

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